Current Report Filing (8-k)
January 13 2020 - 4:31PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): January 7, 2020
SIGMA
LABS, INC.
(Exact
Name of Registrant as Specified in Charter)
Nevada
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001-38015
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27-1865814
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(State
or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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3900
Paseo del Sol, Santa Fe, New Mexico 87507
(Address
of Principal Executive Offices) (Zip Code)
(Former
Name or Former Address, if Changed Since Last Report)
Registrant’s
telephone number, including area code: (505) 438-2576
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, par value $0.001 per share
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SGLB
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The
NASDAQ Stock Market LLC
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Warrants
to Purchase Common Stock, par value $0.001 per share
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SGLBW
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The
NASDAQ Stock Market LLC
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
January 7, 2020, Sigma Labs, Inc. (“Sigma” or the “Company”) received a letter from Nasdaq notifying the
Company that we are no longer in compliance with the minimum stockholders’ equity requirement for continued listing on the
Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires companies listed on the Nasdaq Capital Market to maintain stockholders’
equity of at least $2,500,000. In the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30,
2019, the Company reported stockholders’ equity of $2,104,035, which is below the minimum stockholders’ equity required
for continued listing pursuant to Nasdaq Listing Rule 5550(b)(1). As of the date of this Report, the Company does not meet the
alternative Nasdaq continued listing standards relating to the market value of listed securities or net income from continuing
operations.
In
accordance with Nasdaq Listing Rules and Nasdaq’s determination, Sigma has until February 4, 2020 to submit to Nasdaq a
plan to regain compliance. If our plan is accepted, Nasdaq may grant an extension until July 8, 2020 to evidence compliance.
The Company has developed
a strategy that it believes will cause the Company to regain compliance, and will submit its plan to Nasdaq to regain
compliance with the minimum stockholders’ equity requirement. However, there can be no assurance that the Company’s
plan will be accepted or that if it is, the Company will be able to regain compliance. If the Company’s plan to regain compliance
is not accepted, or if it is and the Company does not regain compliance as of July 8, 2020, or if the Company fails to satisfy
another Nasdaq requirement for continued listing, Nasdaq could provide notice that the Company’s common stock will become
subject to delisting. In such event, Nasdaq rules would permit the Company to appeal the decision to reject the Company’s
proposed compliance plan or any delisting determination to a Nasdaq Hearings Panel.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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Sigma
Labs, Inc.
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January
13, 2020
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By:
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/s/
John Rice
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Name:
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John Rice
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Title:
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President and Chief Executive Officer
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